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Assambrook Ltd.

BSE: 500025 Sector: Agri and agri inputs
NSE: N.A. ISIN Code: INE353C01011
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Assambrook Ltd. (ASSAMBROOK) - Auditors Report

Company auditors report

To the Members of

ASSAMBROOK LIMITED

Report on the financial Statements

We have audited the accompanying financial statements of Assambrook Limited ("theCompany") which comprise the Balance Sheet as at March 31 2016 the Statement ofProfit and Loss and Cash Flow Statement for the year then ended and a summary ofsignificant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company s Board of directors is responsible for the matters stated in section134(5) of the Companies Act 2013 ( the Act ) with respect to the preparation andpresentation of these financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditors' Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit. We have taken in to account the provisions of the Act and the Rules made thereunder including the Accounting Standards and matters which are required to be included inthe Audit Report. We conducted our audit in accordance with the Standards on Auditingspecified under section 143(10) of the Act. Those Standards require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether the financial statements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the entity s preparation and fairpresentation of the financial statements in order to design audit procedures that areappropriate in the circumstances but not for the purpose of expressing an opinion on theeffectiveness of the entity s internal control. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by management as well as evaluating the overall presentation of thefinancial statements. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

(a) In the case of the Balance Sheet of the state of affairs of the Company as atMarch 312016; (b) In the case of the statement of Profit and Loss of the loss for theyear ended on that date; and (c) In the case of the Cash Flow Statement of the cash flowsfor the year ended on that date.

Report on Other Legal and Regulatory Requirement

1. As required by the Companies (Auditor s Report) Order 2016 ("the Order")issued by the Central

Government of India in terms of sub-section (11) of section 143 of the Act we give inthe Annexure A a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by section 143(3) of the Act we report that:

a. We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purpose of our audit;

b. In our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books .

c. The Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this

Report are in agreement with the books of account and returns.

d. In our opinion the aforesaid Balance Sheet the Statement of Profit and Loss andCash Flow Statement comply with the Accounting Standards specified under Section 133 ofthe Act read with Rule 7 of the Companies (Accounts) Rules 2014.

e. The Company has not entered into any such financial transactions or matters whichhave any adverse effect on the functioning of the company.

f. On the basis of written representations received from the directors as on March 312016 and taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2016 from being appointed as a director in terms of sub-section (2) ofsection 164 of the Companies Act 2013.

g. with respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate report in Annexure B ; and

h. With respect to the other matters to be included in the Auditor s Report inaccordance with Rule 11 of the Companies (Audit and Auditor s) Rules2014 in our opinionand to the best of our information and according to the explanations given to us:

i. There have been no pending litigations on its financial position in its financialstatements.

ii. There were no material foreseeable losses on the long term contracts includingderivative contracts and as such the Company was not required to make any provision forthe same under the applicable law or accounting standards.

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

For TIWARI & COMPANY
Chartered Accountants
Firm Regn. No. 309112E
P.Tiwari
Place: Kolkata Partner
Date: 30 May 2016 Membership No. 16590

Referred to in paragraph 1 under the heading of "Report on Other Legal andRegulatory Requirement" of our report of even date

(i) In respect of its Fixed assets:

a. The Company has maintained proper records showing full particulars includingquantitative details and situation of its fixed assets.

b. As explained to us all the fixed assets of the Company have been physicallyverified by the management in phased periodical manner which in our opinion isreasonable having regard to the size of the Company and nature of its assets. No materialdiscrepancies have been noticed on such physical verification.

c. According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company.

(ii) The company has no inventory during the year. Hence clause (ii) of paragraph 3 ofthe order is not applicable.

(iii) The company has not granted loans secured or unsecured to Companies firmslimited liability partnerships or other parties covered in the register maintained u/s 189of the Companies Act 2013 hence sub-clause (a)(b)(c) of clause (iii) of paragraph 3 ofthe order are not applicable.

(iv) The company has complied with the provisions of section 185 and section 186 of theCompanies Act 2013 in respect of loans and investments made and guarantees and securityprovided by it as applicable.

(v) According to the information and explanations given to us the Company has notaccepted any deposit in terms of directions issued by the Reserve bank of India and theprovision of section 73 to 76 or any other relevant provisions of the Companies Act andthe rules framed there under.

(vi) The Central Government has not prescribed maintenance of cost records underSection 148(1) of the Companies Act 2013 for any of the products of the Company.

(vii) In respect of statutory dues: a. According to the records of the Companyundisputed statutory dues including Provident Fund Employees' State InsuranceIncome-Tax Sales Tax Service Tax Duty of Customs Duty of Excise Value Added TaxCess and other statutory dues have been generally regularly deposited with theappropriate authorities and following undisputed amounts payable in respect of statutorydues were in arrears as at 31 March 2016 for a period of more than six months from thedate they became payable (i) Land Revenue amounting to Rs.115040.00 and (ii) TDS u/s194A of Rs. 82492.00.

b. According to the information and explanations given to us there are no materialdues of income tax sales tax service tax duty of customs duty of excise or value addedtax which have not been deposited with the appropriate authorities on account of anydispute. According to information and explanations given to us there has been no dues ofincome tax sales tax duty of excise service tax and value added tax that has not beendeposited by the Company on account of any disputes as at 31st March 2016.

(viii) The company has not defaulted in repayment of loans or borrowings to financialinstitutions banks government or dues to debenture holders.

(ix) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Accordinglyparagraph 3(ix) of the Order is not applicable.

(x) According to the information and explanations given to us no material fraud by theCompany or on the Company by its officers or employees has been noticed or reported duringthe course of our audit.

(xi) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has paid / provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.

(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

(xiv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

(xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable.

(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.

For TIWARI & COMPANY
CHARTERED ACCOUNTANTS
Firm Regn No. 309112E
(P.Tiwari)
Place: Kolkata (Partner)
Date: 30 May 2016 (Membership No.16590)

Annexure B to the Auditors' Report

Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section143 of the

Companies Act 2013 (ethe Act')

We have audited the internal financial controls over financial reporting of AssamBrookLimited ( the Company ) as of 31 March 2016 in conjunction with our audit of thestandalone financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company s management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India ( ICAI ). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to the Company s policies the safeguarding of its assetsthe prevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company s internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal

Financial Controls over Financial Reporting (the Guidance Note ) and the Standards onAuditing issued by

ICAI and deemed to be prescribed under Section 143(10) of the Companies Act 2013 tothe extent applicable to an audit of internal financial controls both applicable to anaudit of Internal Financial Controls and both issued by the Institute of CharteredAccountants of India. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting were established andmaintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our audit opinion on the Company s internal financial controls system overfinancial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company s internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles.

A company s internal financial control over financial reporting includes those policiesand procedures that (1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of theCompany; (2) provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the Company are being madeonly in accordance with authorizations of the Management and directors of the Company; and(3) provide reasonable assurance regarding prevention or timely detection of unauthorizedacquisition use or disposition of the Company s assets that could have a material effecton the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at

31 March 2016 based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India.

For TIWARI & COMPANY
Chartered Accountants
Firm Regn. No. 309112E
P.Tiwari
Place: Kolkata Partner
Date: 30 May 2016 Membership No. 16590